RAYONIER INC — Director's Dealing 2012

Aug 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2012-08-06

Reporting Person: Kriesel Jack M. (SVP, Performance Fibers)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-06	Common Shares	M	3300.0000	$27.3600	Acquired	20140.5000	Direct
2012-08-06	Common Shares	S	3300.0000	$48.0000	Disposed	16840.5000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-06	Employee Stock Option	$27.3600	M	3300.0000	Disposed	2017-01-03	Common Shares (3300.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	11.3217	Indirect

Footnotes

F1: Shares are held in the Rayonier Investment and Savings Plan, a 401(k) plan, for this person's account.

F2: This option was previously reported as covering 2,200 shares at an exercise price of $41.03 per share, but was adjusted for the August 24, 2011 stock split.

F3: The option vests in three equal annual installments beginning on 1/3/08.